DBD to tighten rules on foreign shareholding in Thai firms from April 1
The Department of Business Development is set to introduce stricter screening measures on April 1 to curb nominee shareholding while protecting legitimate foreign investment.
- Thailand's Department of Business Development (DBD) will introduce new measures from April 1, 2026, to tighten rules against Thai nationals holding shares as "nominees" for foreign investors.
- The new regulations will focus on scrutinizing Thai shareholders to close legal loopholes, while aiming not to negatively impact legitimate foreign investors.
- Enhanced screening will be supported by technology and data analytics, with a focus on high-risk areas like tourist cities (Phuket, Pattaya) and agricultural businesses in certain provinces.
- Previous measures to examine financial sources have already resulted in a 66% decrease in registrations of companies suspected of using nominee arrangements.
Poonpong Naiyanapakorn, Director-General of the Department of Business Development (DBD), provided an update on progress in tackling the “nominee” issue.
After the department began enforcing measures to examine financial documents and the sources of investment funds from the start of 2026, registrations of companies in such a form fell by as much as 66% compared with the same period last year.
This indicates that measures to screen out unlawful shareholding arrangements are beginning to show clear results.
However, although the measures have helped reduce the risk of nominee arrangements to some extent, some loopholes remain that could still allow Thai nationals to hold shares on behalf of foreigners.
The department is preparing to introduce additional measures to curb the use of “nominees”, or the use of Thai nationals to hold shares on behalf of foreigners.
The new measures are intended to strike a balance between preventing legal evasion and preserving the country’s investment climate.
They will focus primarily on scrutinising Thai shareholders so as not to affect foreign entrepreneurs who invest in and operate businesses in Thailand lawfully.
The measures are expected to take effect on April 1, 2026, with technology and data analytics systems also being introduced to support inspections.
Data will be integrated with other government agencies to improve the accuracy of screening high-risk companies.
Areas under particularly close watch are economic provinces and tourist cities such as Phuket, Pattaya and Koh Samui, where many businesses are linked to foreign investors.
At the same time, the focus also extends to agricultural businesses in areas such as Chanthaburi and Ratchaburi, where business operations related to fruit exports and the processing of agricultural products have been found.
Poonpong said the Department of Business Development is also closely monitoring foreign shareholding structures in Thai businesses.
It has been found that there are currently about 780,000 companies in which foreigners hold less than 50% of the shares, which is regarded as a lawful form of joint investment.
However, authorities still need to keep watch for cases that may amount to the use of Thai nationals to hold shares on behalf of foreigners, particularly in key economic provinces such as Chonburi, Chiang Mai and Rayong, where some businesses are linked to property and services catering to foreigners.
In some areas, such as Chanthaburi and Ratchaburi, joint investment has also been found to be connected to agricultural and fruit-related businesses.
In addition, policy discussions are underway on attracting high-spending foreigners to reside in Thailand on a long-term basis.
This could involve reviewing rules on real estate holdings, such as setting a minimum price for condominium units or imposing additional tax conditions, in order to strike a balance between attracting foreign capital and avoiding any impact on the purchasing power of Thai buyers.
